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  • Restricted stock and RSUs

    Securities

    As long as:

    • The offer is not advertised or publicized
    • The stock is not traded in Argentina
    • The offer is limited to employees
    • The offer is intended to compensate employees and not to raise capital, no securities law requirements apply

    Foreign exchange

    There are no foreign exchange restrictions applicable to restricted stock or RSUs.

    Tax

    Employee

    The employee is taxed on restricted stock upon grant and on RSUs upon vesting (may include personal assets tax).

    The employee is subject to a flat tax of 15% on any net gain resulting from the sale of the shares by Argentine Tax residents, or, alternatively, 13.5% on the gross sale price by non-residents.

    Employer

    Withholding & reporting

    Tax withholding and reporting are required upon grant for restricted stock and upon vesting of RSUs.

    Deduction

    Argentine subsidiaries are allowed to deduct the amount reimbursed to the parent company for the cost of the benefits if a Reimbursement or Recharge Agreement is in place.

    Social insurance

    Social insurance contributions are generally payable by the employee and employer.

    Data protection

    Obtaining an employee's written consent for the processing and transfer of his or her personal data is the most common approach to comply with certain aspects of data protection requirements. The employer also is required to register any database that includes an employee's personal data with the Argentine privacy authorities.

    Labor

    Benefits received from restricted stock or RSUs may be considered part of the employment relationship and included in a severance payment if the awards are repeatedly granted to an employee. Upon involuntary termination of employment, an employee may be entitled to continued vesting and other rights with respect to his or her award. In order to reduce the risk of employee claims, the award agreement signed by an employee should provide, among other things, that vesting of restricted stock or RSUs ceases upon termination of employment, and that the plan and any awards under it are discretionary.

    Communications

    Although plan materials are not required to be translated into Spanish, it is recommended, to ensure that employees understand the terms of their awards. Award materials should be addressed to individual employees in order to avoid securities law requirements.

  • Stock options

    Securities

    As long as:

    • The offer is not advertised or publicized
    • The stock is not traded in Argentina
    • The offer is limited to employees
    • The offer is intended to compensate employees and not to raise capital, no securities law requirements apply

    Foreign exchange

    There are no foreign exchange restrictions applicable to option plans.

    Tax

    Employee

    The employee is taxed on the spread upon exercise (including personal assets tax, if applicable). 

    The employee is subject to a flat tax of 15% on any net gain resulting from the sale of the shares by Argentine Tax residents, or alternatively 13.5% on the gross sale price by non-residents.

    Employer

    Withholding & reporting

    Tax withholding and reporting are required upon exercise.

    Deduction

    Argentine subsidiaries are allowed to deduct the amount reimbursed to the parent company for the cost of the benefits if a Reimbursement or Recharge Agreement is in place.

    Social insurance

    Social insurance contributions are generally payable by the employee and employer when an option is exercised.

    Data protection

    Obtaining an employee's written consent for the processing and transfer of his or her personal data is the most common approach to comply with certain aspects of data protection requirements. The employer is also required to register any database that includes an employee's personal data with the Argentine privacy authorities.

    Labor

    Benefits received from an option may be considered part of the employment relationship and included in a severance payment if options are repeatedly granted to an employee. Upon involuntary termination of employment, an employee may be entitled to continued vesting and other rights with respect to his or her option. In order to reduce the risk of employee claims, the award agreement signed by an employee should provide, among other things, that vesting of an option ceases upon termination of employment, and that the plan and any awards under it are discretionary.

    Communications

    Although plan materials are not required to be translated into Spanish, it is recommended, to ensure that employees understand the terms of their awards. Award materials should be addressed to individual employees in order to avoid securities law requirements.

  • Stock purchase rights

    Securities

    As long as:

    • The offer is not advertised or publicized
    • The stock is not traded in Argentina
    • The offer is limited to employees
    • The offer is intended to compensate employees and not to raise capital, no securities law requirements apply

    Foreign exchange

    There are no foreign exchange restrictions applicable to stock purchase rights.

    Tax

    Employee

    The employee is taxed on the spread upon purchase.

    The employee is subject to a flat tax of 15% on any net gain resulting from the sale of the shares by Argentine Tax residents, or, alternatively, 13.5% on the gross sale price for non-residents.

    Employer

    Withholding & reporting

    Tax withholding and reporting are required upon purchase.

    Deduction

    Argentine subsidiaries are allowed to deduct the amount reimbursed to the parent company for the cost of the benefits if a Reimbursement or Recharge Agreement is in place.

    Social insurance

    Social insurance contributions are generally payable by the employee and employer when the shares are purchased.

    Data protection

    Obtaining an employee's written consent for the processing and transfer of his or her personal data is the most common approach to comply with certain aspects of data protection requirements. The employer also is required to register any database that includes an employee's personal data with the Argentine privacy authorities.

    Benefits received from a purchase right may be considered part of the employment relationship and included in a severance payment if purchase rights are repeatedly granted to an employee. Upon involuntary termination of employment, an employee may be entitled to continued participation in the plan. In order to reduce the risk of employee claims, the offer document signed by an employee should provide, among other things, that participation in the plan ceases upon termination of employment, and that the plan and any awards under it are discretionary.

    In light of restrictions on payroll deductions, alternative arrangements may be necessary for contributions to the plan.

    Labor

    Not applicable.

    Communications

    Although plan materials are not required to be translated into Spanish, it is recommended, to ensure that employees understand the terms of their awards. Award materials should be addressed to individual employees in order to avoid securities law requirements.

  • Key contacts
    Guillermo Cabanellas
    Guillermo Cabanellas
    Senior Partner DLA Piper (Argentina) [email protected] T +5411 41145500 View bio
    Augusto Nicolás Mancinelli
    Augusto Nicolás Mancinelli
    Of Counsel DLA Piper (Argentina) [email protected] T +5411 41145500 View bio
    Dean Fealk is the global contact for Global Equity.
    Dean Fealk is the global contact for Global Equity.
    [email protected] View bio

Restricted stock and RSUs

Foreign exchange

Argentina

There are no foreign exchange restrictions applicable to restricted stock or RSUs.

Australia

Aside from reporting requirements applicable to transfers in excess of AU$10,000 which are normally handled by the relevant financial institution, restricted stock and RSUs generally are not subject to foreign exchange restrictions.

Austria

Reporting to the Austrian National Bank is required under certain circumstances.

Belgium

Restricted stock and RSUs are not subject to any significant foreign exchange restrictions.

Brazil

Shares held outside of Brazil are subject to certain  reporting requirements before the Brazilian Central Bank.

Canada

Restricted stock and RSUs generally are not subject to any foreign exchange requirements.

Chile

Any investment in excess of US$10,000 by a Chilean resident in shares of a foreign company is subject to reporting requirements. For cumulative investments in excess of US$5 million, additional reporting requirements apply.

China

Approval from the State Administration of Foreign Exchange (SAFE) generally is required for foreign currency transactions (including the cross-border cash movements related to the stock awards). As part of this approval, the local subsidiary in China (ie, the employer of the participating employees) is required to open a special foreign exchange account with an approved Chinese bank to process the receipt and transfer of funds related to the stock awards. Periodic reporting requirements apply. The applicable SAFE requirements vary by region and are subject to change.

Colombia

Employee

Granted shares by foreign affiliates to Colombian resident employees must be registered before the Central Bank as Colombian investment in foreign entities.

Granted shares by a Colombian entity (acting as the employer or as an affiliate of the foreign employer) to non-resident Colombian employees must be registered with the Central Bank as foreign investment in Colombia.

Columbian entities and its foreign affiliates

Colombian employers and foreign affiliates (issuing the shares) could have foreign exchange implications (ie, if the granted stock has to be reimbursed to the foreign party, a finance transaction has to be reported before the Central Bank).

Czech Republic

The employee may hold the funds abroad. Unless certain thresholds and other conditions are met, residents are no longer required to notify the Czech National Bank of the opening of an offshore account, to report the account balance or to notify the Czech National Bank when they receive or sell shares in a foreign entity.

Denmark

Since restricted stock and RSUs do not involve the transfer of funds, generally there are no foreign exchange restrictions. The tax authorities must be notified by Danish residents of foreign accounts (banking accounts, trading accounts, etc.).

Ecuador

Restricted stock and RSUs generally are not subject to any foreign exchange restrictions.

Egypt

At present, there are no foreign exchange controls in Egypt. Noting that in order to transfer foreign currencies inside and outside of Egypt, this should be done through one of the registered banks authorized for dealing in foreign currencies.

Finland

Restricted stock and RSUs are not subject to any foreign exchange restrictions.

France

Under certain circumstances, employees must declare the transfer of currency to or from France.

Germany

Reporting may be required for certain bank transactions.

Greece

Restricted stock and RSUs are not subject to foreign exchange restrictions.

Hong Kong

There is no foreign exchange control in Hong Kong.

Hungary

Restricted stock and RSUs generally are not subject to any foreign exchange restrictions.

India

Restricted stock and RSUs are not subject to foreign exchange restrictions because no funds are remitted out of India.

Generally, sale proceeds must be repatriated within 90 days of the transaction.

Indonesia

Although restricted stock and RSUs generally are not subject to any foreign exchange requirements, routine reporting is required on foreign exchange transactions.

Ireland

Restricted stock and RSUs are not subject to any specific foreign exchange restrictions.

Israel

There are no specific foreign exchange restrictions.

Italy

Reporting may be required for shares held outside of Italy.

Japan

Payment between an employee and the foreign parent company in excess of ¥30 million is subject to reporting obligations. Issuance of restricted stock and RSUs of ¥1 billion or more also triggers reporting obligations.

Malaysia

If the remittance of funds in relation to restricted stock and RSUs is made in foreign currency, it is generally not subject to any foreign exchange requirements.

Mexico

Restricted stock and RSUs are not subject to any specific foreign exchange restrictions.

Netherlands

No exchange control / foreign exchange requirements or restrictions apply.

New Zealand

Generally, there should not be issues of foreign exchange restrictions.

Norway

There are no specific foreign exchange restrictions.

Philippines

There are generally no foreign exchange restrictions applicable to restricted stocks and RSUs.

Poland

Reporting requirements may apply to currency transactions.

Portugal

There are no foreign exchange controls in Portugal for transfers made by individuals (financial institutions may however be required to notify the Bank of Portugal in case certain thresholds are reached).

Russia

Russian residents are generally allowed to remit foreign currency to purchase shares of foreign corporations. Provided certain restrictions and reporting requirements are met, employees generally may hold foreign currency in banks located outside of Russia. However, proceeds from a sale of the foreign stock must always be transferred to the bank accounts of Russian currency control residents, opened with a Russian bank. Starting from January 1, 2018, proceeds from disposal of the foreign stock listed at foreign stock exchange in accordance with the list of foreign stock exchanges approved by an Order of the Federal Financial Markets Service could be transferred to foreign bank account of employees – Russian currency control residents provided that such bank accounts are opened with banks of OECD or FATF member states and have been notified by currency control residents to the Russian tax authorities in accordance with the statutory procedure.

Saudi Arabia

Restricted stocks and RSUs are not subject to any specific foreign exchange restrictions.

Singapore

Restricted stock and RSUs are not subject to any specific foreign exchange restrictions.

Slovak Republic

Generally, there are no specific foreign exchange restrictions. Reporting obligations may apply under certain circumstances.

South Africa

The approval of the Exchange Control Department of the South African Reserve Bank is necessary for employees that exceed their offshore investment allowance limit of ZAR 4 million. This limit is the aggregate of all amounts transferred out of South Africa by the employee at any time.

South Korea

As long as a resident acquiring foreign shares under the plan is a person who works at a "Foreign Invested Enterprise" as defined under the Foreign Investment Promotion Law or a Korean subsidiary of an offshore company, the obligation to file a share acquisition report with the Bank of Korea will be exempted.

The repatriation requirement was eliminated as of July 18, 2017. Accordingly, sales of restricted stock and RSUs under this 2019 employee share award plan would certainly no longer be subject to this requirement.

Spain

Residents are required to declare their foreign securities interests annually (solely for statistical and administrative purposes).

Sweden

Restricted stock and RSUs are not subject to any specific foreign exchange restrictions.

Switzerland

Restricted stock and RSUs are not subject to any specific foreign exchange restrictions.

Taiwan

Reporting is required for currency transactions exceeding certain thresholds.

Thailand

Certain monetary restrictions apply to remittances for the purchase of shares in overseas companies. An authorized bank or dealer is required to remit funds overseas.

Provided that the restricted stock and RSUs do not involve the outbound transfer of funds, generally there are not foreign exchange restrictions.

Turkey

Restricted stock and RSUs are not subject to any foreign exchange restrictions.

United Kingdom

Restricted stock and RSUs are not subject to any specific foreign exchange restrictions.

Venezuela

Restricted stock and RSUs are not subject to foreign exchange restrictions.

Vietnam

After the SBV's approval on the registration of the stock award plan, the Implementing Entity must open an account at the commercial bank in Vietnam recorded in the SBV's approval in order to implement the registered stock award plan (eg, purchase or sale of stock and receipt of dividends by relevant employees under such a plan). Note that the implementing entity can choose the commercial bank and indicate such bank in the registration application.